Chapter 1

Where to call home

Warm sun, cool breeze, green trees, and plenty of flowers marked the end of winter. It had been a busy few days as Winter Wrap Up came to a close and each pony in Ponyville took time to rest up before resuming his or her usual activities. The mayor looked over the town from the tower set at the center of the town square, breathing in the cool spring air in satisfaction.

"How lovely. Once again, we have made it to spring without a hitch thanks to you, Twilight" she told the dark purple unicorn who stood next to her.

Twilight was always proud to be complimented but tried to be modest as she looked out the balcony with the mayor, seeing as far as Sweet Apple Acers.

"It was nothing. Everypony did a great job" Twilight said with a smile and watched the town again. "It's such a beautiful day. Everypony looks happy."

"I'd hope so. It was no small task cleaning up this year. Quite a bit of snowstorms this year… makes me wonder what exactly they were doing up there in Cloudsdale".

"Everything has its reasons I guess" Twilight laughed but the thought of the harsh winter that had recently passed did linger in her head. Never had they experienced so many blizzards in one year.

Luckily the extra snow had served as a great excuse to spend time studying and drinking hot cocoa with her friends at the many winter parties Pinkie Pie had thrown.

Twilight left the town center and started on her way home. Walking slowly, she made sure to take in the beauty of the simple town she lived in. It had been almost two years since her arrival to Ponyville and the events with Nightmare Moon. It seemed like only yesterday that studies were her only concern and now she had made more friends then she could count. Everypony she passed in the calm grassy paths made sure to grant a friendly gesture. Yet something seemed to fill her with sadness and even with all her friends, a feeling of loneliness came over her. She could remember feeling the same way before the most recent Winter Wrap Up had started and it was obvious that something was bothering her, something she just couldn't figure out and had briefly forgotten when her winters-end duties had come along. She dwelled on the subject for a short while before a familiar pink pony that ran up to Twilight and with glee interrupted her thoughts

"Twilight! Oh! Oh! Twilight! I finally found you!" Pinkie Pie said in excitement. "I'm throwing a party to celebrate the end of winter! We did such a great job I thought all of Ponyville deserved it. You have to come too!"

Twilight smiled. "Sure! Sounds like fun" she said with excitement. "Lead the way, Pinkie".

"Aye, aye!" Pinkie giggled and began to bounce toward Sugercube Corner. Twilight felt relieved, putting those bad thoughts aside for now.

XXXXXXXX

Down at Sugercube Corner, almost every pony in Ponyville had shown up to take part in a day of sugary treats and fun games. Already she had spotted Rarity who was looking around the room, trying to avoid any mess within the crowd. She approached Twilight with look of exhaustion.

"Twilight! You came. Thank goodness! These ponies are just acting like wild animals today…" Rarity looked around in a paranoid manner. "Cake everywhere… With cake comes frosting… With frosting come big messes!"

"Well this is a party, Rarity…" Twilight said. "Just try to enjoy it. I'm sure Pinkie put a lot of work into it. She always does."

"Well… Alright… I suppose" Rarity mumbled, turning back to the wild streamers and cupcake throwing. "Be brave, Rarity! You are a brave pony! You are a brave pony!" she repeated to herself over and over as she went into the crowd again.

"What a lightweight…" Rainbow Dash said, hovering above Twilight. "Bout' time you make it, egghead! Thought you'd miss all the fun. This party's for you too, ya know."

"Hey, Rainbow Dash!" Twilight smiled up at her flying friend. "Where's Applejack and Fluttershy?"

"Fluttershy's helping Applejack bring some of her pies over so you better save some room for' em or you'll be in trouble". Rainbow Dash landed near Twilight as Pinkie Pie bounced over to the two.

"Why are you guys standing at the doorway? The party's over there!" she said. "Come on, Twilight! You're first on pin the tail on the pony!" Pinkie grabbed Twilight's hoof, swinging her over toward the crowd. Rainbow Dash laughed, joining her friends.

Twilight joined the party wholeheartedly, playing games and eating the night away. She knew that a stomachache couldn't be avoided; especially as Applejack's pies were laid out before her, but it was punishment she would endure today. As Pinkie had said, it was a party and she did not hesitate to enjoy herself. It was a night to remember, a night she spent with her friends laughing and playing games. Yet something inside still felt wrong as the party went on. A hint of sadness caught Twilight as the evening came and the party ended.

XXXXXXXX

She sighed softly as she came up to her house, pushing the door open slowly and entering to find Spike organizing books while Owlowiscious napped near her desk and window. As she thought, her stomach was a mess.

"I'm home," she said, Spike already taking notice.

"Hey, Twilight! Welcome home!" he said, jumping off the ladder and running to greet her. "How did the meeting with the mayor go? And why are you home so late?"

"Just the same old compliments and comments. Just glad she's in high spirits". She plopped down on the couch, sighing softly.

"What's the matter, Twilight? Not feeling well?"

"Too much food…" she looked toward Spike. "Hey, weren't you invited to Pinkie Pie's party?"

"I sure was! But there was no way I was missing this chance to get some sleep. Winter Wrap Up was tough this year, wasn't it?"

"Yeah…" Twilight said sadly.

"Why the long face?" Spike asked.

"Well spring is here and everything. I had my mind stuck on getting ready for Winter Wrap Up but now… I don't know…"

Spike jumped onto the coffee table at the center of the living room and sat down on the edge facing Twilight. "This isn't like you at all. I remember the first Winter Wrap Up. You were so excited before and after".

"Well I messed a lot of things up that first year and the second year was a lot of fun" she giggled. "But that's just what I mean. I want that feeling back. Maybe… Maybe I've gotten to know Ponyville so much that. Maybe I'm just…"

"Bored?" Spike finished Twilight's sentence. "Well why don't you study? That always seems to cheer you up".

"Hmm there is that. I guess a bit of studying couldn't hurt. With all the preparations for spring I'm pretty far behind. Ready to help me out?"

"You know it!" Spike jumped up, running over to the bookshelf as Twilight took her place at her desk.

XXXXXXXX

A clear starry sky hung high above Rainbow Dash and Applejack as they walked side by side on the road to Sweet Apple Acres.

"Sure is a nice lookin' sky tonight" Applejack commented, clomping along the dirt road. With a smile she closed her eyes as a cool night breeze blew through her mane.

Rainbow Dash grinned as she looked to the sky. "Ha! I have to say, I did a pretty good job this year. Those thick clouds were no joke!"

"Well don't go takin all the credit when there were other Pegasus ponies doin' the same job" Applejack shot a look at Rainbow Dash who rolled her eyes as if she didn't care.

"Whatever. Everyone still got a chance to see how awesome I am!" exclaimed Rainbow Dash. Applejack simply ignored Rainbow Dash's boasting as they approached the farmhouse. Before the two ponies could reach the door, Applejack looked over to see Big Macintosh and Apple Bloom atop a nearby hill, looking up at the stars. Applejack smiled.

"Looks like some star gazin' tonight" she turned to Dash. "I'm gonna go join 'em. Wanna come?"

"Nah" Rainbow said. "I get a better view from my place. I'll see ya later, Applejack."

"Fly safely, partner!" Applejack said before Rainbow took to the sky, flying off into the distance.

Applejack walked over to the pair who kept their eyes to the sky until they heard the grass shuffle nearby.

"Heya, Applejack! Welcome home!" Apple Bloom said, jumping to her feet. Mac looked over and smiled.

"Welcome home, sis" he said in his usual deep tone. "Care to join us?"

"You betcha! With all them snow storms this year I reckon I ain't seen a star in the sky for ages!" she laid her hat to the ground before falling on her back, putting her hooves behind her head.

"What're ya'll doin up so late?" Applejack asked.

"Well we was just thinkin' and talkin' bout stuff" Mac nibbled on a small blade of hay. "I reckon we've done pretty good this year. Apples should be comin' in nicely in the comin' months. Sooner iffin we get some rain".

"You better believe it! This year's harvest's gonna be great."

Applejack closed her eyes and relaxed for a short while. But before she could get completely comfortable, a loud bark could be heard from the barn.

"Winona?" Apple Bloom stood up again. "I just let 'er out. Wonder what's got her all worked up tonight…"

"What'd ya mean?" Applejack asked.

"She's been barkin' ever since we got done cleanin' the snow. I let 'er out to play but she just circles the barn, barkin' to no end".

Applejack stood up as well, looking over to the barn where she could see Winona running wild. "I'm gonna check it out. Stay here with Big Mac".

"I think I should go wit ya, sis" Big Mac said, staring to raise himself up.

"Don't you worry about me. If somethin's wrong I'll holler. Just stay with Apple Bloom". And with that, she was off, racing toward the barn. As she approached, Winona growled at the door.

"What's wrong, Winona? Somethin' in the barn?" Applejack asked, moving near the door. She placed her hoof against the large wooden door, sliding it open slightly. "Anypony in there?" she shouted into the dark barn from the crack in the door. All she heard was a brief echo. She inched the door open a little more, enough so that she could fit.

"Stay here, girl. I'm gonna check it out."

Winona wined, trying to follow Applejack in as she crept into the barn. "I said stay! No followin' me!" she exclaimed before moving into the barn further.

"Hello?" she said. "Look I ain't in the mood for these games so if this is some kinda prank ya better knock it off!"

Still only the sound of her voice and Winona's wining could be heard. She looked around carefully, examining the large hay bales stacked in the barn.

Suddenly, a low fluttering sound could be heard. It started off softly at first, the sound of wings. Wings of a single bird.

"Well that would explain it. Just a bird caught". She moved into the barn more. "Keep on flappin'! I'll get ya free!" she hopped onto one of the hay bales to get up higher, but when she did the sound changed. Now she could hear two birds flapping away. "Man, ya'll must be rather unlucky to be getting caught like this". She said. The sound got louder, as if the two birds were now frantic and not after long, the sound of three or four other birds joined, flapping their wings louder as if in a panic.

"What the hay…?" she looked around the rafters atop the barn but could see no sign of anything moving. Still the sound only got louder, more and more birds being heard. Applejack's eyes widened, trying desperately to see them yet still, nothing but darkness. The sound now sped up, as if a flock was around her, a chilling wind blowing throughout the barn. Winona ran in, barking a loud, scared bark. Applejack yelled to Winona to get out but the sound of the beating wings was so loud she couldn't even hear her own voice. She tried to yell for Mac but still, only the deafening sound of birds could be heard.

Suddenly, she cried out as loud as she could… "MAC! WHERE ARE YOU!". And then, silence. Nothing could be heard but the sound of crickets and wind blowing through the nicks and holes of the barn roof. She breathed hard, listening to the silence around her… Wondering if she had gone crazy.

It wasn't long before Big Mac and Apple Bloom came charging in to find Applejack standing in a daze.

"Sis! What's goin' on? What happened?" Big Mac said, looking around. Everything seemed normal. All but Applejack who was standing completely still and Winona who was whining.

"Applejack?" Apple Bloom said softly. Finally Applejack turned to face them, her eyes quivering slightly.

"Where the hay were you, Mac? Didn't ya hear me callin'? Didn't ya hear the birds? Half a Ponyville musta heard it!"

Apple Bloom and Mac looked at each other with confusion. "We'd heard nothin', Applejack" Mac said. "We heard Winona bark few more times till she done gone into the barn but… After that, nothin'".

"It's true!" Apple Bloom said. "We was worried that you took so long but we figured it was okay in here since you didn't yell or nothin'"

Applejack's face grew pale. "T…That's impossible! It was… It was almost…" her vision blurred and the sound of Apple Bloom's voice began to deepen and slow down as she fell to the ground, blacking out.

XXXXXXXX

Owlowiscious swooped down, placing another book onto the desk where Twilight stood reading.

"Thanks" she said passively, as she had said a dozen times before tonight. Spike had already gone to bed, snuggled into his warm basket in the bedroom. Twilight's horn began to glow, opening up the new book and flipping through the pages. But as she began to read, a sudden sigh came wisping through her lips. She shook her head, trying to shake off the feeling of grief but to no avail. Finally she gave into it, placing her head on the desk in surrender. Thoughts of Canterlot began to flow through her mind like a stream. She remembered her beautiful room and the times she would spend with the princess. She was on a mission now and she knew that. Yet still her heart was longing to return to that gorgeous room with the giant hourglass and books at every corner. She wanted to resume her private lesions with the princess who she thought of as a mother. She now knew the power of friendship. Things would be different. She would make lots of new friends if she went back, she was sure of it. But that thought only made her think of the friends she had made here in Ponyville. Rarity and her willingness to give, Pinkie Pie's constant smiles, Applejack's honest opinions, Fluttershy and her kindness toward all things, and Rainbow Dash's unending loyalty made her realize that these were not ponies she liked, but loved like her very own family. She could feel her heart break and a teardrop fell onto the desk.

"What should I do, Owlowiscious?" she asked; only receiving a brief "hoot" in return. She picked her head up and looked around her desk, finding an inkwell and quill. Her horn began to glow and the quill lifted into the air, hovering over a piece of parchment that she laid on the desk.

Dear Princess Celestia,

My time spent here in Ponyville has been the greatest time of my life. Each day, spending time with my friends for the past two years since I came created memories for me that I could never forget. I love each and every one of them and in that they give me strength. But lately I have felt a great sorrow and only this moment I think I learned what that is. I'm homesick. I miss you greatly and wish we could spend time together as much as we did in the past. I want to read all my old books and even make new friends in Canterlot. Is it silly to want such things when friends who love you already surround you? Am I being selfish? My heart is torn between the friends I love and the place I used to call home. Will there still be a place for me there? Have you considered taking up another apprentice now that I'm so far away? So many questions… I eagerly await your thoughts on this.

Your ever-faithful student,

Twilight Sparkle

She curled the parchment up, wrapping it in a green ribbon. She turned to Spike, about to ask him to send the letter, forgetting he was already asleep. He grumbled as Twilight's mouth hung open, caught between calling and silence. She finally just smiled. 'Right' she said to herself and went back to her studies.

XXXXXXXX

Everypony began to retreat to their homes and shops began to close up now that night had fallen. At the outskirts of town at the edge of the Everfree Forest, Fluttershy helped all her animal friends to bed. She smiled as the last of the bunnies jumped into the tiny rabbit hole, vanishing from sight.

"There… That should be all of them," she told herself. "Now it's time for me to get some sleep too." She turned her back and yawned deeply but suddenly stopped as a cold wind blew through her mane. She felt a chill run down her back. The wind felt more like the flapping of wings thumping against her and a soft voice filled her ears as gentle as the wind. She slowly turned to the forest, seeing a darkness that not even the moon pierced.

"H…Hello?" she said nervously, looking everywhere to find nothing. "Are there any birdies still awake?" Again she saw nothing and heard only silence. The crickets had stopped and an unsettling quiet came over the forest. Fluttershy began to back up slowly, quietly moving into the house and shutting the door. She shivered as she crouched near the window. "There's nothing to be afraid of, Fluttershy…" she said to herself softly. "It's just nighttime…"

Though faint, a sound could be heard from the forest. The sound of wings flapping by, filling the forest, yet as she finally worked up her courage and peeked out the window, looking toward the forest again, she saw the moon shine lovingly through the trees, illuminating the forest once again. As she looked on, she could no longer hear the wings that fluttered about, the darkness that was once there was gone and the crickets began to play their tune once more, yet still Fluttershy could feel a sense of dread and fear. She did not take her eyes off the forest.

XXXXXXXX

The sun peeked over the hills, shining through Twilight's window just enough to hit her eye as she slept. She slowly opened her eyes, wincing at the beam of light. It was a welcoming sight, nevertheless.

"Morning, Princess Celestia" Twilight whispered as she looked toward the sun again. "Thanks for waking me up."

She yawned and stretched her hooves before getting out of bed and exiting her room. Spike was surprisingly already awake, picking up the books used for Twilight's late night study while Owlowiscious perched nearby, sleeping.

"Morning, Spike. You're up early." Twilight walked over to the baby dragon that stopped in his tracks.

"Oh, hey, Twilight" Spike said, avoiding eye contact. His voice was low.

"Something wrong, Spike? Did you sleep well?"

"Yeah I slept fine. It's just that…" he stopped and sighed, putting the stack of books down and looked toward the ground sadly. He looked over to Twilight's study desk. Twilight turned her attention there as well, seeing that the parchment was rolled open.

"Oh, Spike…" Twilight sighed.

"I'm sorry, Twilight. I was about to send it but… I got curious and… Well… Now I wish I didn't read it." He walked over to Twilight. "Look, I'll be honest. I really don't want to leave Ponyville. I love it here with all our friends and… It was this town that changed you so much. For the better! Before you didn't care about anything but studying and now…"

"But all that changed, Spike!" she said, interrupting him. "I mean… I haven't decided anything yet but… I really miss spending time with Celestia and it would be easy to make new friends. And it's not like we couldn't visit Ponyville."

"But its not the same!" exclaimed Spike. "They'll always be our friends no matter where we are but we just won't see them as much. It could be weeks at a time!" Tears started to form in Spikes eyes. "I don't want to be far away from them."

"Spike…" Twilight shut her eyes, breathing in deeply. "I wish I could just shake these feelings but I can't. I'm sorry, Spike… If I do decide to go back… Maybe you could stay…"

"No!" Spike yelled. "I mean…" he took a moment, clearing his throat. "Twilight, we've been together since… Since I was born! As much as I love it here, I'm willing to give it up, if it meant staying with you. Don't tell me to stay behind! Give the word and I'll…" Spike paused. "Start packing…"

Twilight felt as if tears were going to burst from her eyes. 'Not only am I forsaking my new friends, but forcing my very best and loyal friend back with me' she thought to herself. 'Maybe I am selfish'.

Spike grabbed the letter, rewrapping it and in a poof of fire, sent it on its way to Celestia. Without another word, he was back to his duties.

XXXXXXXX

Opal laid on the ground, fussing with a fine blue ribbon spool, pawing at it with glee until it was suddenly pulled away, flying across the room to where Rarity stood.

"No… This won't do either…" She magically tossed the ribbon back to Opal who no longer cared to play with the spool, now focusing on some yarn that was nearby.

"At this rate I'll never find the right colors for this dress. Thankfully there is time for shopping Opal. Come along!"

Opal let out a soft cattish grumble and followed Rarity as she made her way downstairs and out the door. Rarity was only a few inches from the door when she heard a strange moaning coming from the side of the boutique. She stopped in her tracks, Opal hissing at the sound.

"W…Whose there?" Rarity asked, sounding nervous. Her question was only met with a softer moan. Rarity took a deep breath and turned the corner, seeing a light pink curl of hair rolled out from behind a garbage can. It made Rarity gasp at first but the more she looked at it, she quickly realized who or what it might be.

"Fluttershy?" she said, hoping to get her attention. Fluttershy slowly peeking out from the back of the garbage can, her eyes bloodshot red.

"Oh… Hello, Rarity. Sorry to intrude."

"Intrude? Darling! Please tell me you haven't been there all night!"

Fluttershy looked down shamefully, not saying another word. She was embarrassed to say the least.

"Don't fret, darling. Come inside and lets get you cleaned up you poor, poor dear. You must tell me how you ended up out here!"

Fluttershy nodded sadly, accepting her invitation. She followed Rarity back into the boutique

Fluttershy sat in Rarity's tub, soaking in the hot water as Rarity scrubbed the grassy grime from Fluttershy's soft pink hair. The shy little pony still didn't say much besides 'Thank you' and 'okay'.

"Now, tell me how you ended up here. Were you here all night?" Rarity asked, scrubbing harder.

Fluttershy simply nodded.

"Why ever would you spend the entire night behind the garbage can, darling? Did something happen to your cottage?"

It took a minute or two for Fluttershy to respond but finally she forced some words from her lips. "N…No…" she breathed out slowly. "The cottage is fine. It's the forest…"

"The forest?" Rarity asked. "You mean Everfree?"

"Last night… There was something wrong with the forest. I don't really know how to explain it. Not in any way that would make sense."

"Try your best, dearie." Rarity poured some shampoo over Fluttershy's hair, scrubbing it into a lather before letting it sit.

"It was like… The forest was moving… But not really moving at all…"

Rarity paused. "Sweetie, you aren't making much sense."

"I guess it doesn't make sense to me either…" Fluttershy's eyes began to quiver. "It wasn't only what I saw that scared me…" she looked toward Rarity. "It was how I felt. I've never felt so scared before. Rarity… It was as if the shadows came alive. And they were looking at me. Straight at me! And touching me! Talking to me! I heard a voice but nopony was there! I felt wings but all the birdies were already asleep!" Hey eyes widened horrified at her memories of what had happened last night.

"Fluttershy, calm down!" Rarity said. "Look, you're tired. Why don't you get out of the bath and have a nice rest right here. The boutique is nowhere near the forest." Rarity helped Fluttershy out of the tub, wrapping her hair and body in a towel.

"Thank you so much, Rarity. That's why I came here… I knew you would understand."

"You just rest up, darling. I'm going out for a little while." Rarity tucked Fluttershy in and turned toward the stairs.

"Where are you going?" Fluttershy asked.

"Well I was going to shop for more ribbons but that will have to wait. If anypony can help with this situation, it would be Twilight Sparkle. Maybe she can identify what you saw. Would you mind me telling?"

"Not at all. If I can be of any help…"

"No, no, no. You just rest for now. I'll be back as soon as possible."

"Fluttershy smiled sleepily. "Thank you, Rarity." And with that, she fell asleep almost instantly.